DART KENNETH BRYAN 4

What Happened Kenneth Bryan Dart, reported as a 10% owner of Flutter Entertainment plc (FLUT), entered into a derivative purchase on March 11, 2026 that provides economic exposure to 802,080 Flutter shares at a reference price of $106.29 per share, equal to about $85.25 million in notional value. The transaction is structured as a total-return swap (recorded as a purchase) rather than an outright share purchase — a bullish-signal purchase in economic terms, but it does not transfer legal title to underlying shares.

Key Details

• Transaction date: March 11, 2026; Form 4 filed March 13, 2026 (filed within the typical 2-business-day window).
• Reported amount: 802,080 notional shares at $106.29 per share; total notional value ≈ $85,253,244.
• Instrument: Total-return swap (derivative) with a reference price of $106.2902; scheduled to terminate March 2, 2028 and will be cash-settled.
• Swap economics (footnote): At maturity the Reporting Person pays counterparty any decline below the reference price and receives any increase above it; Reporting Person pays monthly interest based on SOFR and receives dividend-equivalent payments.
• Counterparty/holder: LBS Limited is the party to the swap and the direct holder of the notional shares; as owner of LBS Limited, Mr. Dart may be deemed to beneficially own the reported securities but disclaims such ownership except to the extent of his pecuniary interest.
• Shares owned after transaction: Not specified in the provided excerpt.
• Filing timeliness: Not marked late; Form 4 filed two days after the transaction (typical reporting window).

Context This was a derivative trade (total-return swap), which gives Mr. Dart economic exposure to Flutter’s share price movement and dividend equivalents without direct legal ownership of the underlying shares. For retail investors: derivative purchases by large owners signal economic exposure but differ from outright stock purchases — they involve financing costs and counterparty arrangements and do not necessarily reflect the same governance implications as buying registered shares.